Evan Russo
LazardAbout Evan Russo
Evan L. Russo is Chief Executive Officer of Lazard Asset Management, appointed June 1, 2022 after serving as Lazard’s Chief Financial Officer since October 2017; he joined Lazard in 2007 and previously led Capital Markets & Capital Structure Advisory, with prior roles at Goldman Sachs, Barclays Capital, and as a corporate attorney at Milbank, Tweed, Hadley & McCloy . Education: BA (Economics/Accounting) Queens College; JD Columbia Law School; MBA Wharton (Finance/Strategic Management) . Under his and management’s leadership, Lazard delivered 2024 adjusted net revenue of $2,890m (+18% YoY), adjusted operating margin of 14.2%, and 1‑year TSR of 55%; asset management net revenue rose 3% in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lazard Asset Management | Chief Executive Officer | 2022–present | Led operational improvements and strategy amid challenging markets; delivered a durable revenue source to the Company . |
| Lazard | Chief Financial Officer | 2017–2022 | Increased stakeholder engagement; senior leadership role across firm priorities . |
| Lazard | Co-Head, Capital Markets & Capital Structure Advisory | Pre‑2017 | Led capital markets and liability management advice; senior MD experience . |
| Goldman Sachs | Investment Banking Division | Pre‑2007 | Capital structure, restructuring, LBO transactions experience . |
| Barclays Capital | Corporate Finance/M&A/Risk Mgmt | Pre‑2007 | M&A, corporate derivatives, DCM, pension risk management . |
| Milbank, Tweed, Hadley & McCloy | Corporate Attorney | Pre‑2007 | Corporate law foundation supporting finance career . |
External Roles
- None disclosed in Lazard’s proxy or 8‑K filings for Russo .
Fixed Compensation
Multi-year awarded compensation (committee view) for Evan L. Russo:
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $750,000 | $750,000 | $750,000 |
| Annual Cash Incentive ($) | — | $2,040,000 | $1,490,000 |
| Equity Awards (PIPRs/RSUs) ($) | $7,550,000 | $6,210,000 | $4,760,000 |
| Total Compensation ($) | $8,300,000 | $9,000,000 | $7,000,000 |
Notes:
- “Awarded Compensation” reflects equity granted after year-end tied to the prior year’s performance (PIPRs/RSUs) and excludes the special Stock Price PRPU awards .
Performance Compensation
2024 Incentive Design and Outcomes
| Component | Metric | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual Cash Incentive | Company performance/individual contribution | Not disclosed | Adjusted net revenue $2,890m (+18% YoY); adjusted operating margin 14.2%; asset management net revenue +3% | $1,490,000 | Paid Feb 2025 |
| Long-term Equity (PIPRs) | Service + Minimum Value Condition | 3-year vesting (general) | Granted early 2025 for 2024 performance | $4,760,000 notional | Multi-year service; profits-interest MVC must be achieved |
Significant Equity Awards (Stock Price PRPUs – granted Aug 23, 2023)
| Tranche | Stock Price Hurdle | 30‑day Sustain Requirement | Service Date | Status |
|---|---|---|---|---|
| Tranche 1 (20%) | $43.10 | Any 30 consecutive trading days | Aug 23, 2026 | Price milestone achieved in 2024; remains subject to continued service . |
| Tranche 2 (40%) | $51.72 | Any 30 consecutive trading days | Aug 23, 2028 | Price milestone achieved in 2024; remains subject to continued service . |
| Tranche 3 (40%) | $68.96 | Any 30 consecutive trading days | Aug 23, 2030 | Not yet met; contingent on future stock price/applicable service . |
Grant details: one-time PRPU award for Russo (aggregate grant date accounting value ~$15.062m) to align with Lazard 2030 plan; eligible to vest only if price hurdles and service conditions are met; MVC satisfied .
Legacy Performance Awards
- 2021 PRPUs: Committee determined payout 1.78x; vesting occurred March 13, 2025 (shares no longer subject to performance goals) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 10, 2025) | 437,251 shares, including 19,336 shares indirectly via LLC; less than 1% of common stock/voting power . |
| Outstanding Unvested PIPRs/RSUs (12/31/2024) | 958,299 units; market value $49,333,233 at $51.48 per share . |
| Outstanding Unvested PRPUs/Stock Price PRPUs (12/31/2024) | 654,467 units; market/payout value $33,691,961 at $51.48 per share; includes final Stock Price PRPU tranche potential . |
| Recent Vesting (2024) | 168,539 shares vested/acquired; value realized $6,606,729 . |
| Ownership Guidelines | NEOs must hold at least 3× base salary; all NEOs exceed or are on track . |
| Hedging/Pledging | Anti-hedging policy prohibits short sales and derivatives without approval; no pledging disclosed for Russo in proxy . |
| Option Awards | Company does not currently grant stock options/option-like instruments . |
Vesting Schedule – Key Dates and Amounts
| Award | Grant | Quantity | Vest Date |
|---|---|---|---|
| PIPRs (2022 performance) | Mar 9, 2023 | 198,946 | Mar 10, 2026 . |
| PIPRs (2023 performance) | Mar 12, 2024 | 159,353 | Mar 15, 2027 . |
| Stock Price PRPUs (special) | Aug 23, 2023 | 1,000,000 total; 200,000 assumed for first hurdle in 2023 table view | Aug 23, 2026 / Aug 23, 2028 / Aug 23, 2030 (tranches) . |
Employment Terms
| Provision | Key Terms |
|---|---|
| Base Salary Minimum | $750,000 (NEOs other than CEO) . |
| Annual Bonus | Determined consistent with executive peers; mix of cash and deferred equity . |
| Severance (Qualifying Termination) | Lump sum equal to 2× (base salary + average annual bonus) plus pro‑rated average bonus; medical/dental continuation; Russo severance amount example: $17,300,000; pro‑rata annual incentive $7,900,000; salary in lieu of notice $187,500 . |
| Change-of-Control | “Double‑trigger” vesting for long-term awards (CIC + qualifying termination); PRPU/PRSUs performance level at greater of target or actual through CIC date; Stock Price PRPU tranches earned pro‑rata based on transaction price but remain subject to service . |
| Retirement Eligibility | Deferred Compensation Retirement Policy; Russo eligible Aug 2, 2030 (age+service thresholds) . |
| Clawback | Dodd‑Frank compliant clawback policy; recovery of erroneously awarded incentive comp; additional clawback for intentional fraudulent/illegal conduct . |
| Anti‑Hedging | Prohibits short-selling and derivatives on Company securities without General Counsel approval; not permitted for executive officers/directors . |
| Excise Tax Gross‑ups | None; “net better” cutback under 280G if beneficial . |
| Restrictive Covenants | Non‑compete 6 months (3 months if termination without cause/good reason); non‑solicit of employees 9 months; client non‑solicit; transfer-of-client relationships and non‑disparagement; 3‑month notice period restrictions . |
| Special Terms | Company reimburses Russo on a reasonable basis for financial implications of prior equity/deferred awards upon his move to CEO, Asset Management . |
Insider Transactions and Selling Pressure
| Date | Type | Shares | Price | Post-Transaction Holdings |
|---|---|---|---|---|
| 09/09/2025 | Gift | 15,000 | $0 (bona fide gift) | 302,915 (direct) . |
| 09/10/2025 | Sale | 25,000 | $55.7064 (weighted avg) | 277,915 (direct) . |
| 09/11/2025 | Sale | 50,000 | $56.952 (weighted avg) | 227,915 (direct) . |
| 02/12/2025 | Form 4 filed (details) | — | — | Filing acknowledges transactions; signature via POA . |
| 03/11/2024 | Form 4 (award/exchange) | — | — | Profits interests exchange mechanics noted . |
Interpretation: Large open-market sales in Sep 2025 (75,000 shares) may create short-term supply; gifting and sales reduced direct holdings to ~228k shares; context includes 2024 vesting and achieved price hurdles on special PRPUs, though service conditions extend to 2026 and 2028 .
Compensation Committee Analysis
- Committee members: Andrew M. Alper (Chair), Michelle Jarrard, Iris Knobloch, Dan Schulman; independent; 8 meetings in 2024 .
- Consultant: Compensation Advisory Partners (CAP) engaged; attends meetings; peer benchmarking used .
- Peer group used for NEO benchmarking (unchanged from 2023): Affiliated Managers Group, AllianceBernstein, Artisan Partners, Blackstone, Evercore, Franklin Resources, Houlihan Lokey, Invesco, Janus Henderson, Jefferies, Moelis, Raymond James, Piper Sandler, PJT Partners, Stifel Financial, T. Rowe Price .
Say-on-Pay & Shareholder Feedback
- 2023 advisory vote support ~87% approval; broad shareholder support for program .
- 2024 say-on-pay outcome was disappointing; committee added transparency on individual performance and clarified alignment, stated no plans for additional Stock Price PRPUs prior to 2030 .
Performance & Track Record
- Firm outcomes considered in Russo’s pay: adjusted net revenue $2,890m (+18%), adjusted operating income $411m (+148% YoY), adjusted EPS $2.34, 1‑year TSR 55% (3‑year CAGR 12%) .
- Asset Management segment operating revenue: modest growth; management fees $1,038m for FY2023 (context for 2024 committee deliberations and segment leadership) . Committee cited Russo’s leadership of operational improvements in Asset Management .
Equity Ownership & Alignment – Additional Detail
| Item | Detail |
|---|---|
| Stock-Based Compensation Dilution | Company aims to offset dilution via repurchases; practice continued in 2024 with $60m buybacks to offset deferred equity . |
| Employee Equity Alignment | Significant portion of senior management pay in deferred equity; employees hold ~25% of fully diluted shares at year-end . |
Employment Transition
- Lazard announced Russo will transition from CEO of Asset Management to Senior Advisor effective on or around December 1, 2025, continuing through June 30, 2026; separation thereafter; successor named (Christopher Hogbin) .
Investment Implications
- Alignment: Heavy use of multi-year equity (PIPRs) and 2030-aligned Stock Price PRPUs create strong retention hooks and direct linkage to TSR; first two price milestones achieved, but vesting contingent on continued service to 2026/2028—reducing near-term departure risk .
- Selling pressure: Sep 2025 open-market sales (75k shares) and gifts reduced direct holdings; monitor subsequent Form 4s around vesting and trading windows for incremental supply .
- Change-in-control economics: Double-trigger vesting and sizable severance ($17.3m illustrative) plus award vesting values ($64.9m for Russo’s awards under modeled scenarios) indicate meaningful CIC exposure; however excise tax gross-up is avoided via “net better” mechanism .
- Governance quality: Independent committee, CAP engagement, clawback and anti-hedging policies, and no options/pricing modifications mitigate red flags; 2024 say-on-pay feedback suggests higher disclosure expectations but no repetition of special awards planned before 2030 .